Conditions Subsequent to the Initial Extension of Credit Sample Clauses
Conditions Subsequent to the Initial Extension of Credit. The obligation of the Lender Group (or any member thereof) to continue to maintain the LC Obligations and the Term Loans (or otherwise extend credit hereunder) is subject to the fulfillment, on or before the date applicable thereto, of each of the conditions subsequent set forth below (the failure by Borrowers to so perform or cause to be performed constituting an Event of Default):
(a) within 30 days after the Closing Date (or such longer period as agreed to by Agent in its sole discretion), Borrowers shall have delivered to Agent certified copies of the policies of insurance, together with the endorsements thereto, as are required by Section 5.8, the form and substance of which shall be reasonably satisfactory to Agent and its counsel;
(b) within 60 days after the Closing Date (or such longer period as agreed to by Agent in its sole discretion), Borrowers shall deliver to Agent Cash Management Agreements and Control Agreements, in form and substance reasonably satisfactory to Agent;
(c) within 90 days after the Closing Date (or such longer period as agreed to by Agent in its sole discretion), Borrowers shall use their commercially reasonable efforts to deliver to Agent Collateral Access Agreements with respect to any leased location at which books and records are located or Collateral in excess of $500,000 is located;
(d) within 10 Business Days after the Closing Date (or such longer period as agreed to by Agent in its sole discretion), Borrowers shall deliver to Agent (i) any certificates representing shares of Stock pledged under the Security Agreement, as well as Stock powers with respect thereto endorsed in blank, to the extent not delivered prior to the Closing Date, (ii) the original notes issued under the M&T Facility, marked cancelled: and (iii) an affidavit of lost indemnity in form and substance reasonably satisfactory to Agent with respect to any certificates representing shares of Stock pledged under the Security Agreement but not delivered to Agent on the Closing Date or pursuant to clause (i) above;
(e) on or prior to April 15, 2007 (or such longer period as agreed to by Agent in its sole discretion), Agent shall have received a certificate of insurance, together with the endorsements thereto, as are required by Section 5.8, the form and substance of which shall be satisfactory to Agent;
(f) within 90 days after the Closing Date, the following conditions shall have been satisfied with respect to all Real Property Collateral (other than the ...
Conditions Subsequent to the Initial Extension of Credit. The obligation of Lender to continue to make Advances (or otherwise extend credit hereunder) is subject to the fulfillment, on or before the date applicable thereto, of each of the conditions subsequent set forth below (the failure by either Borrower to so perform or cause to be performed constituting an Event of Default):
(a) within thirty (30) days of the Closing Date, deliver to Lender certified copies of the policies of insurance, together with the endorsements thereto, as are required by Section 6.8, the form and substance of which shall be satisfactory to Lender and its counsel;
(b) repayment of Intercompany Loans, or future loans of a similar quality due to FFPO from DF, will be permitted, from time to time, so long as no Event of Default exists and so long as DF has the Required Availability of $2,500,000 after giving effect to such payment;
(c) Lender will have the ability to appraise the Inventory in an Event of Default;
(d) Lender will require accounts receivable reporting twice weekly from DF;
(e) Lender will require inventory reporting daily from DF;
(f) Lender will require month-end tank level reports from DF verified by a reputable third party acceptable to Lender;
(g) Within thirty (30) days of the Closing Date, one hundred percent (100%) of all of DF's customer accounts under ACH terms shall be set up to automatically sweep into Lender's lockbox; and,
(h) Lender shall have received a mortgagee title insurance policy for the Real Property Collateral issued by a title insurance company satisfactory to Lender (the "Mortgage Policy") in the amount of $500,000 assuring Lender that the Mortgage on such Real Property Collateral is a valid and enforceable first priority mortgage Lien on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liens, and the Mortgage Policy otherwise shall be in form and substance satisfactory to Lender.
Conditions Subsequent to the Initial Extension of Credit. The obligation of Lender to continue to make Advances (or otherwise extend credit hereunder) is subject to the fulfillment, on or before the date applicable thereto, of each of the conditions subsequent set forth below (the failure by Borrower to so perform or cause to be performed constituting an Event of Default):
(a) within 30 days of the Closing Date, deliver to Lender certified copies of the policies of insurance, together with the endorsements thereto, as are required by Section 6.8, the form and substance of which shall be satisfactory to Lender and its counsel.
Conditions Subsequent to the Initial Extension of Credit. The obligation of the Lender Group (or any member thereof) to continue to make Advances (or otherwise extend credit hereunder) is subject to the fulfillment, on or before the date applicable thereto, of each of the conditions subsequent set forth below (the failure by Borrower to so perform or cause to be performed constituting an Event of Default):
(a) within 30 days of the Closing Date, deliver to Agent certified copies of the policies of insurance, together with the endorsements thereto, as are required by Section 6.8, the form and substance of which shall be satisfactory to Agent and its counsel.
Conditions Subsequent to the Initial Extension of Credit. (a) The obligation of the Lender to continue to make Advances (or otherwise to extend credit hereunder) shall be subject to delivery to the Lender by the Borrowers, on or before January 6, 2006, of (i) duly executed Collateral Access Agreements with respect to such leased locations of any Borrower as the Lender deems appropriate, including, but not limited to, 000 Xxxxxxx Xxxxxx, Xxxxx 00, Xxx Xxxx, Xxx Xxxx 00000, and (ii) duly executed certificates of insurance, together with duly executed endorsements thereto, as required by SECTION 6.7, in form and substance satisfactory to the Lender and that reflect that Zanett Commercial Solutions, Inc. is a named insured on such policies. The failure by the Borrowers to so deliver to the Lender all such duly executed documents (in form and substance satisfactory to the Lender) on or before January 6, 2006 shall constitute an Event of Default.
(b) The obligation of the Lender to continue to make Advances (or otherwise to extend credit hereunder) shall be subject to delivery to the Lender by the Borrowers, on or before January 13, 2006, of one or more duly executed amendments (in form and substance satisfactory to the Lender) of the ongoing earnout payment obligations incurred by Whitbread Technology Partners, Inc. in connection with the acquisition of its business, and to which Zanett Commercial Solutions, Inc. is succeeding as a result of the merger of Whitbread Technology Partners, Inc. into Zanett Commercial Solutions, Inc. The failure by the Borrowers to so deliver to the Lender all such executed documents on or before January 13, 2006 shall constitute an Event of Default.
(c) The obligation of the Lender to continue to make Advances (or otherwise to extend credit hereunder) shall be subject to closure by the Borrowers by January 31, 2006 of each Borrower's existing accounts with financial institutions other than the Lender, except for those accounts that the Borrowers are permitted to maintain in accordance with SECTION 7.19. The failure by the Borrowers to complete such closures on or before January 31, 2006 shall constitute an Event of Default.
(d) The obligation of the Lender to continue to make Advances (or otherwise to extend credit hereunder) shall be subject to delivery to the Lender by the Borrowers, on or before January 6, 2006, of good standing certificates evidencing that Zanett Commercial Solutions, Inc. is qualified to do business, and in good standing, in the States of New York, Ohio, and Indiana ...
Conditions Subsequent to the Initial Extension of Credit. The obligations of the Lender Group (or any member thereof) to continue to make Advances or to issue Letters of Credit is subject to the fulfillment, on or before the date applicable thereto, of each of the conditions subsequent set forth below (the failure by Borrowers to so perform or cause to be performed constituting an Event of Default):
(a) within 5 Business Days of the Closing Date, Agent shall have received a mortgagee title insurance policy (or marked commitments to issue the same) for MFI's Medford, Oregon facility issued by a title insurance company satisfactory to Agent in amounts satisfactory to Agent assuring Agent that the Mortgage on such Real Property Collateral is a valid and enforceable first priority mortgage Lien on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liens, and the mortgagee title insurance policy otherwise shall be in form and substance satisfactory to Agent;
(b) within 5 Business Days of the Closing Date, a mortgagee title insurance policy (or marked commitments to issue the same) for GCI's Hollywood, California Retail Store issued by a title insurance company satisfactory to Agent in amounts satisfactory to Agent assuring Agent that the Mortgage on such Real Property Collateral is a valid and enforceable first priority mortgage Lien on such Real Property Collateral free and clear of all defects and encumbrances except Permitted Liens, and the mortgagee title insurance policy otherwise shall be in form and substance satisfactory to Agent; and
(c) within 30 days of the Closing Date, Agent shall have received searches from the appropriate governmental agencies reflecting the filing of all such financing statements and the first priority position, with the exception of Permitted Liens, of the security interest of Agent in the Personal Property Collateral.
Conditions Subsequent to the Initial Extension of Credit. The obligation of the Lender to continue to make Advances (or otherwise extend credit hereunder) is subject to the fulfillment, on or before the date applicable thereto (or such later date as the Lender may determine in light of the circumstances), of each of the conditions subsequent set forth in Section 3.2 of the Secured Loan Facility (the failure by Companies to so perform or cause to be performed constituting an Event of Default).
Conditions Subsequent to the Initial Extension of Credit. The obligation of the Lender Group (or any member thereof) to continue to make Advances (or otherwise extend credit hereunder) is subject to the fulfillment, on or before the date applicable thereto, of each of the conditions subsequent set forth below (the failure by Companies to so perform or cause to be performed constituting an Event of Default):
(a) within 30 days of the Closing Date, deliver to Agent certified copies of the policies of insurance, together with the endorsements thereto, as are required by SECTION 6.8, the form and substance of which shall be satisfactory to Agent and its counsel;
(b) within 90 days of the Closing Date, close the Transition Accounts and all other Securities Accounts and Deposit Accounts (other than the Designated Account and other disbursement accounts) with Existing Lender and its Affiliates;
(c) within 30 days of the Closing Date, file a business activity report in the State of Minnesota;
(d) within 180 days of the Closing Date, Borrower shall (i) obtain the consent of the City of Chicago to the execution and delivery of a mortgage of the Boat Yard Property to Agent, which mortgage shall be in form substantially the same as the other mortgages delivered to Agent, (ii) upon receipt of such consent, execute and deliver such mortgage to Agent, and (iii) deliver a title insurance policy to Agent, in form and substance satisfactory to Agent, insuring the lien of such mortgage;
(e) on or before March 31, 2004, deliver to Agent consolidated financial statements of Parent and its Subsidiaries for the fiscal year ending December 31, 2003, audited by Ernst & Young reasonably acceptable to Agent and certified, without any qualifications, by such accountants to have been prepared in accordance with GAAP (such audited financial statements to include a balance sheet, income statement, and statement of cash flow and, if prepared, such accountants' letter to management);
(f) on or before March 11, 2004, enter into Cash Management Agreements with respect to the Transition Accounts; and
(g) within 14 days of the Closing Date, deliver UK Company's books, including its share register, and certificates of UK Company to Agent.
Conditions Subsequent to the Initial Extension of Credit. The obligation of the Lender Group (or any member thereof) to continue to make Advances (or otherwise extend credit hereunder) is subject to the fulfillment, on or before the date applicable thereto, of each of the conditions subsequent set forth below (the failure by Borrowers to so perform or cause to be performed constituting an Event of Default):
Conditions Subsequent to the Initial Extension of Credit. The obligation of the Lender Group (or any member thereof) to continue to make Advances (or otherwise extend credit hereunder) is subject to the fulfillment, on or before the date applicable thereto, of each of the following conditions subsequent (any failure by Borrower to satisfy or cause the satisfaction of each of such conditions subsequent constituting an Event of Default):
(a) within ninety (90) days after the Restatement Effective Date, Agent and Borrower shall have delivered a notice pursuant to that certain Collateral Access Agreement with respect to the principal location(s) where Horizon and Borrower maintain the Books relating to the Notes Receivable and other Collateral (i.e. 300 Xxxxxxxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxxxxx 06032), notifying the other parties thereto of the resignation of the former agent and appointment of the Agent;
(b) (i) within ninety (90) days after the Restatement Effective Date, Agent shall have received certificates of insurance verifying that Borrower and Servicer have increased the amount of their existing fidelity coverage as of the Restatement Effective Date to an amount not less than $1,500,000, with an insurance company(ies) reasonably satisfactory to Agent, and (ii) within thirty (30) days after the aggregate Commitments first equal or exceed $100,000,000, Agent shall have received lender's loss payee endorsements in favor of Agent meeting the requirements of Section 6.8 with respect to all such policies; and
(c) prior to depositing any assets into the Securities Account listed on Schedule 5.17 as of the Restatement Effective Date, and in any case no later than sixty (60) days after the Restatement Effective Date, Borrower shall deliver to Agent an executed Control Agreement acceptable to Agent in its Permitted Discretion with respect to such Securities Account.